SEC Form 4 · accession 0001209191-18-043094
RPM INTERNATIONAL INC/DE/ · RPM
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Edward W. Moore
Officer — SVP, GC & CCO
Period of report
Jul 16, 2018
Accepted (ET)
Jul 18, 2018 · 4:58 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000110621
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, $0.01 par value | Jul 16, 2018 | A | 1,603 | $0.00 | A | 77,122 | D | |
| Common Stock, $0.01 par valueF3 | Jul 16, 2018 | D | 16,000 | $0.00 | D | 61,122 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Appreciation RightsF5,F4 | $60.01 | Jul 16, 2018 | A | 30,000 | A | — | Jul 16, 2028 | Common Stock | 30,000 | 127,500 | D |
Explanation of responses
- F1The reporting person was granted 1,603 shares of Common Stock, issued pursuant to the RPM International Inc. 2014 Omnibus Equity and Incentive Plan.
- F2On July 16, 2018, 16,000 shares of Common Stock, issued as Performance Contingent Restricted Stock, were cancelled by the Compensation Committee of the Issuer and disposed back to the Issuer.
- F3Includes an aggregate of 10,130 shares of Common Stock issued pursuant to the 2007 RPM International Inc. Restricted Stock Plan and the RPM International Inc. 2014 Omnibus Equity and Incentive Plan, 7,492 vested restricted shares of Common Stock held in escrow in the 2007 RPM International Inc. Restricted Stock Plan until the reporting persons' retirement, and 43,500 shares of Common Stock, issued as Performance Earned Restricted Stock, pursuant to the RPM International Inc. 2014 Omnibus Equity and Incentive Plan.
- F4The Stock Appreciation Rights vest in four equal installments, beginning on July 16, 2019.
- F5Stock Appreciation Rights granted pursuant to the RPM International Inc. 2004 and 2014 Omnibus Equity and Incentive Plans in exempt transactions under Rule 16b-3. These Stock Appreciation Rights vest in four equal annual installments commencing one year after the date of grant. These Stock Appreciation Rights were granted between 2014 and 2018 and expire 10 years from the date of grant.